Common use of Visitation Clause in Contracts

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Each Constituent Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the a Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld, and in the presence of representatives of such Company) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiaryof its Subsidiaries, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing, but no more than twice in any fiscal year; and (b) Default — if a Default or Event of Default then exists, at the expense of the CompanyConstituent Companies and upon reasonable prior notice, to visit and inspect any of the offices or properties of the a Constituent Company or any Subsidiaryof its Subsidiaries, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes that a Note that, in each case, is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries the other Obligors with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial OfficersOfficer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiaryother Obligor, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiaryother Obligor, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiariesthe other Obligors so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company and the Trust shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and its their respective Subsidiaries with the Company’s Senior Financial Officersand the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company and the Trust, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and the Trust and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiaryof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and its the Trust and their respective Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, and in any case not more than once in any fiscal year, to visit during normal business hours the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld, and not more than once in any fiscal year) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, upon reasonable prior notice, to visit and inspect during normal business hours any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this . (c) Notwithstanding anything in Section 7.3, neither the holders Company nor any Subsidiary shall be required to disclose (i) any agreement, technical information or any other item which disclosure is prohibited by law, (ii) any agreement or technical information that is subject to a confidentiality obligation binding upon the Company or such Subsidiary (but provided further that the Company or such Subsidiary, as the case may be, shall, at the request of the Notes shallPurchaser, if requested by the Company, provide the Company with use commercially reasonable assurance that efforts to obtain permission for such disclosure will and, in the event permission cannot be held in confidence in accordance with obtained, furnish such information regarding the requirements matters to which such information relates as can reasonably be furnished without violation of Regulation FD promulgated such confidentiality obligations) or (iii) any communications protected by attorney-client privilege, the SEC, subject to the last sentence disclosure of Section 20which might waive such privilege.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investora Note: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least 10 Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial OfficersOfficer or his or her delegee is present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes collectively; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least 10 Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesSubsidiaries so long as a Senior Financial Officer or his or her delegee is present during such discussions), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Parent REIT and the Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Parent REIT and the Company, to visit the principal executive office of the Parent REIT and the Company, to discuss the affairs, finances and accounts of the Company Parties with the Parent REIT’s and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the CompanyParent REIT, which consent will not be unreasonably withheld and presence of the Parent REIT if requested by the Parent REIT) its independent public accountants, and (with the consent of the Parent REIT, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiaryParties, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Parent REIT and the Company to visit and inspect any of the offices or properties of the Company or any SubsidiaryParties, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision each of the Parent REIT and the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesParties), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — − if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) and with an opportunity for one or more Responsible Officers to be present, it being understood that the failure of such Responsible Officers to be present shall not preclude the representatives of such holder from proceeding with such meeting) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — − if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries) so long as one or more Responsible Officers has an opportunity to be present, it being understood that the failure of such Responsible Officers to be present shall not preclude the representatives of such holder from proceeding with such meeting), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Parent and the Company shall permit the representatives of each Purchaser or holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Parent or the Company, to visit the principal executive office of the Parent or the Company, to discuss the affairs, finances and accounts of the Parent, the Company and its their Subsidiaries with the Parent or the Company’s Senior Financial Officersofficers, and (with the consent of the Parent, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Parent or the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiarySubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Parent, the Company or any SubsidiarySubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision each of the Parent and the Company authorizes said accountants to discuss the affairs, finances and accounts of the Parent, the Company and its their Subsidiaries), all at such times during regular business hours and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, provided that such visits shall be limited to no more than once in any fiscal year of the Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, papers to make copies and extracts therefromtherefrom (other than materials which the Company or its Subsidiaries may not disclose without violating a confidentiality obligation binding upon it), and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)officers, all at such times and as often as may be requested, provided provided, however, that prior in no event shall the Company or a Subsidiary be required to disclosure of (i) provide or authorize its independent public accountants to provide tax returns to any material non public information pursuant to this Section 7.3, holder other than the holders first five pages of the Notes shallfederal tax forms 1120 and 1065, if requested without including any Schedule K-1s attached thereto, or (ii) disclose any information which is the subject of attorney-client privilege or attorney’s work product privilege properly asserted by the Company, provide Company or any Subsidiary to prevent the Company loss of such privilege in connection with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20information.

Visitation. The Company shall permit the representatives of each Purchaser (prior to the Closing) and each holder of Notes a Note (after the Closing) that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and (with the consent of the Company, which consent will not be unreasonably withheld) independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)accountants, all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders . Each holder of the Notes shall, if requested by agrees to keep confidential any Confidential Information received as a result of the Company, provide rights granted in this Section 7 in the Company with reasonable assurance that such disclosure will be held manner provided in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company and the Trust shall permit the representatives of Prudential and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and its their respective Subsidiaries with the Company’s Senior Financial Officersand the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company and the Trust, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and the Trust and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiaryof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and its the Trust and their respective Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior no holder of Notes shall be entitled to disclosure of any material non public examine or make copies or abstracts of, or otherwise obtain information pursuant to this Section 7.3with respect to, the holders of the Notes shall, Company’s records relating to pending or threatened litigation if requested by the Company, provide (i) the Company determines after consultation with reasonable assurance that counsel qualified to advise on such disclosure will be held in confidence in accordance with matters that, notwithstanding the confidentiality requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Visitation. The Each Constituent Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the a Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld, and in the presence of representatives of such Company) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiaryof its Subsidiaries, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing, but no more than twice in any fiscal year; and (b) Default — - if a Default or Event of Default then exists, at the expense of the CompanyConstituent Companies and upon reasonable prior notice, to visit and inspect any of the offices or properties of the a Constituent Company or any Subsidiaryof its Subsidiaries, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investora Note: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all holders of Notes and that representatives of the Company shall be permitted to be present in any such meeting, and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided that only one such visit or one such discussion shall be made per fiscal year by each holder of Notes; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if reasonably requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes that a Note that, in each case, is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial OfficersOfficer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes Bonds that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (and, with the consent of the Company, Company (which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at during the Company’s normal business hours; provided, however, that so long as no Default or Event of Default then exists, the holders, collectively, shall be permitted to make no more than two such reasonable times and as often as may be reasonably requested in writingvisits during any fiscal year; andLaclede Gas Company Bond Purchase Agreement (b) Default — if a Default or Event of Default then exists, at the reasonable expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior to disclosure in the case of any material non discussion or meeting with the independent public information pursuant to this Section 7.3accountants, the holders of the Notes shall, only if requested by the Company, provide the Company with reasonable assurance that has been given the opportunity to participate in such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.discussion; and

Visitation. The Company shall permit the representatives of each Purchaser, each Additional Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser, Additional Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times any time during normal business hours and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance advance notice (it being understood that such disclosure will at least one Business Day advance notice shall be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject deemed to the last sentence of Section 20constitute reasonable advance notice).

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries with the Company’s Senior Financial Officersofficers/management, and (with the consent of the Company, which consent will not be unreasonably withheld) the Company’s independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiaryits Restricted Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiaryand its Restricted Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company Company, on its own behalf and on behalf of its Restricted Subsidiaries, authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Restricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested. For the avoidance of doubt, provided it is understood that prior Section 20 applies to disclosure Confidential Information obtained in connection with the exercise by any holder of any material non public information pursuant to Notes of the rights set forth in this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the CompanyCompany (which shall in no event be made no less than 5 Business Days in advance), to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiarySubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, all at such reasonable times during regular business hours and as often as may be reasonably requested in writing; provided that such Purchaser or such holder shall only be permitted to make one such visit per fiscal year and shall use commercially reasonable efforts to coordinate any such visit with the representatives of the other holders, if applicable; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any SubsidiarySubsidiary subject to the terms and conditions of any lease agreement in the case of properties under lease to third parties, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times during regular business hours and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, once each calendar year at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company and at a time mutually agreed with the Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries with the Company’s Senior Financial OfficersObligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld, but subject to the rights of tenants) to visit during normal business hours the other offices and properties of the Company Obligors and each Subsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writingwriting and at a time mutually agreed with the Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the CompanyObligors and subject to the rights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefromtherefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)officers , all at such times and as often as may be requested. Lineage Logistics, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.LLC Note Purchase Agreement

Visitation. The Each Constituent Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Event of Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiaryof its Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — - if a Default or an Event of Default then exists, at the expense of the Company, such Constituent Company to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiaryof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor:Investor (other than any Sanctioned Holder): (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such Purchaser or holder and upon reasonable at least ten (10) Business Days prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may be exercised only once per calendar year for each holder of a Note; and (b) Default — if a Default or Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if reasonably requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries the Subsidiary Guarantors with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiarySubsidiary Guarantor, all at such reasonable times and as often as may be reasonably requested in writing, in all cases, without any invasion or intrusive testing, provided that no holder of Notes is entitled to visit more than once per year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any SubsidiarySubsidiary Guarantor, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiariesthe Subsidiary Guarantors), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Each Constituent Company shall permit the representatives of each holder of Notes that is an Institutional Investora Significant Holder: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiaryof its Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, such Constituent Company to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiaryof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (provided that the Company shall be entitled (but not required) to have an officer or other representative of the Company present during any such discussion with its independent public accountants) and, with the consent of the Company (which consent will not be unreasonably withheld), to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may be exercised only once per calendar year for each holder of a Note; and (b) Default — if a Default or Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if reasonably requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, once each calendar year at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company and at a time mutually agreed with the Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries with the Company’s Senior Financial OfficersObligors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld, but subject to the rights of tenants) to visit during normal business hours the other offices and properties of the Company Obligors and each Subsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writingwriting and at a time mutually agreed with the Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the CompanyObligors and subject to the rights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefromtherefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)officers , all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The (a) If no Event of Default then exists, the Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to with the consent of the Company, to visit the principal executive office of the Companywhich consent will not be unreasonably withheld, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers, independent public accountants; provided that such discussions shall be limited to once per calendar year in the aggregate for the holders of the Notes. The Company shall be permitted to participate in such discussions and (with the consent any such discussions shall be subject to any applicable requirements of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and’s independent public accountants. (b) Default — if a Default or If an Event of Default then exists, the Company shall permit the representatives of each holder of a Note that is an Institutional Investor, at the expense of the Company, to visit and inspect any examine all of the offices or properties of the Company or any Subsidiary, to examine all their Company’s and its Subsidiaries’ respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior and at such location as is mutually acceptable to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that and such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20holder.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld, and in the presence of representatives of the Company) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing, but no more than twice in any fiscal year; and (b) Default — - if a Default or Event of Default then exists, at the expense of the CompanyCompany and upon reasonable prior notice, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld, and in the presence of representatives of the Company) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often (within normal business hours) as may be reasonably requested in writing, but no more than twice in any fiscal year; and (b) Default — if a Default or Event of Default then exists, at the expense of the CompanyCompany and upon reasonable prior notice, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all of their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Following the Closing and for so long as any of the Notes are outstanding, the Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during customary business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to (i) visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, therefrom (it being understood that such copies and extracts are to be held in confidence as provided in Section 20) and (ii) discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)officers, all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, but not more than two times during any calendar year, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, provided that the first visit in any calendar year shall be at the expense of the Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Covered Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Covered Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, but no more than once in any year, provided that the Company may, upon reasonable prior notice to each such representative, arrange for multiple such visits to take place simultaneously in order to facilitate group visits and, in such case, will use its best efforts to accommodate the scheduling requests of each such visiting representative; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Covered Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Covered Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if reasonably requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each holder of Notes Holder that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder Holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent registered public accounting firm, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent registered public accountants accounting firm (and by this provision the Company authorizes said accountants accounting firm to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure . (c) Confidentiality — notwithstanding the foregoing provisions of any material non public information pursuant to this Section 7.3, the holders of the Notes shallCompany shall not be obligated to permit any such Holder to so visit, if requested by the Companydiscuss, provide inspect, examine or make copies and extracts unless such Holder shall have executed a confidentiality agreement in form and substance reasonably satisfactory to the Company with reasonable assurance (it being understood that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence provisions of Section 2015 shall constitute provisions reasonably satisfactory for this purpose).

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and, following the acceptance of any request for purchase of Notes or any issuance of Notes (but prior to the issuance of such Notes), each Purchaser, and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; andand Graybar Electric Company, Inc. (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for each holder of a Note; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, provided that no such holder (including for such purpose all Affiliates of such holder) may exercise its rights under this clause (a) more than once in any calendar year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company and upon reasonable prior notice to visit and inspect any of the offices or properties of the Company or any SubsidiarySubsidiary during normal business hours, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior no holder of Notes shall be entitled to disclosure of any material non public examine or make copies or abstracts of, or otherwise obtain information pursuant to this Section 7.3with respect to, the holders of the Notes shall, Company’s records relating to pending or threatened litigation if requested by the Company, provide (i) the Company determines after consultation with reasonable assurance that counsel qualified to advise on such disclosure will be held in confidence in accordance with matters that, notwithstanding the confidentiality requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (with the understanding that only one discussion with the Company’s independent public accountants each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), and (with Xxxxxx Xxxxx Resources, Inc. Note Purchase Agreement the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiarySubsidiary (with the understanding that only one visit each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company and the Trust shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and its their respective Subsidiaries with the Company’s Senior Financial Officersand the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company and the Trust, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and the Trust and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiaryof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and its the Trust and their respective Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (and, with the consent of the Company, Company (which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at during the Company’s normal business hours ; provided, however, that so long as no Default or Event of Default then exists, the holders, collectively, shall be permitted to make no more than two such reasonable times and as often as may be reasonably requested in writing; andvisits during any fiscal year; (b) Default — if a Default or Event of Default then exists, at the reasonable expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior to disclosure in the case of any material non discussion or meeting with the independent public information pursuant to this Section 7.3accountants, the holders of the Notes shall, only if requested by the Company, provide the Company with reasonable assurance that has been given the opportunity to participate in such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.discussion; and

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld, and in the presence of the such Constituent Company) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiaryof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Accredited Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, but no more than two times during any 12 month period, to visit visit, during normal business hours, the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writingSubsidiaries; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, and upon reasonable prior notice to the Company, to visit and inspect inspect, during normal business hours, any of the offices or properties of the Company or any Subsidiaryits Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal The Brink's Company Note Purchase Agreement executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (provided that one or more Responsible Officers may, if it so chooses, be present at or participate in any such discussions), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said such accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes that a Note that, in each case, is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial OfficersOfficer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively, on a mutually agreed date; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesSubsidiaries so long as a Senior Financial Officer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and, following the acceptance of any request for purchase of Notes or any issuance of Notes (but prior to the issuance of such Notes), each Purchaser, and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the Graybar Electric Company, Inc.Private Shelf Agreement principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours and no more than one (1) time per calendar year for each holder, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld and in the presence of an officer of the Company) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such subject to reasonable times and as often as may be reasonably requested requirements of confidentiality set forth in writingSection 20; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any SubsidiarySubsidiary during normal business hours, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants in the presence of an officer of the Company (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SECwriting, subject to the last sentence reasonable requirements of confidentiality set forth in Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers's officers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all in each case no more than once per calendar year and at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company's records relating to pending or threatened litigation if any such disclosure by the Company would reasonably be expected (i) to give rise to a waiver of any material non public information pursuant to this Section 7.3, the holders attorney/client privilege of the Notes shall, if requested by the Company, provide Company or any of its Subsidiaries relating to such information or (ii) to be otherwise materially disadvantageous to the Company with reasonable assurance or any of its Subsidiaries in the defense of such litigation; and provided, further, that such disclosure will be held in confidence in accordance the case of any discussion with the requirements of Regulation FD promulgated by accountants, only if the SEC, subject Company has been given the opportunity to participate in the last sentence of Section 20.discussion. Cleco Power LLC Note Purchase Agreement

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all Purchasers and holders of Notes and such discussion shall be held on or around the end of the SAS 100 review period and that representatives of the Company shall be permitted to be present at any such meeting), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided that only one such visit or one such discussion shall be made per fiscal year by each Purchaser or holder of Notes; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesSubsidiaries (provided that the Company shall receive written notice of such meeting and representatives of the Company shall be entitled (but not required) to be present at any such meeting)), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes that a Note that, in each case, is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; andprovided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for each holder of a Note; and Hercules Capital, Inc. Note Purchase Agreement (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Event of Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiaryof its Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or an Event of Default then exists, at the expense of the Company, such Constituent Company to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiaryof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the such Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior written notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts (and all such information shall be deemed Confidential Information hereunder) of the Company and its Active Restricted Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Active Restricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and upon 3 Business Days prior written notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts (and all such information shall be deemed Confidential Information hereunder) with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, the other Credit Parties or the MDA Pledgors to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s, the other Credit Parties’ or the MDA Pledgors’ officers, and (with the consent of the Company, which consent will not be unreasonably withheld) the Company’s Senior Financial Officersindependent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company Company, the other Credit Parties or the MDA Pledgors and each Subsidiarytheir respective Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company Company, the other Credit Parties or the MDA Pledgors and any Subsidiaryof their respective Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public chartered accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Whitestone REIT and the Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to Whitestone REIT and the CompanyCompany and during normal business hours, to visit the principal executive office of Whitestone REIT and the Company, to discuss the affairs, finances and accounts of Whitestone REIT, the Company and its Subsidiaries with Whitestone REIT’s and the Company’s Senior Financial Officersofficers, and (with the consent of Whitestone REIT and the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of Whitestone REIT and the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of Whitestone REIT, the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of Whitestone REIT, the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision Whitestone REIT and the Company each authorizes said accountants to discuss the affairs, finances and accounts of Whitestone REIT, the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, once each calendar year at the expense of such Purchaser or such holder and upon reasonable prior notice to the theParent Company and at a time mutually agreed with theParent Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries with the Company’s Senior Financial OfficersObligors’ officers, and (with the consent of the theParent Company, which consent will not be unreasonably withheld, but subject to the rights of tenants) to visit during normal business hours the other offices and properties of the Company Obligors Lineage Logistics Note Purchase Agreement and each Subsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writingwriting and at a time mutually agreed with theParent Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the CompanyObligors and subject to the rights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefromtherefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)officers, all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder Holder of Notes Bonds that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder Holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers, and (with the prior written consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the prior written consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiaryCompany, all at such reasonable times and as often during business hours as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at to visit the expense principal executive office of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective of its books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective its affairs, finances and accounts with their respective the Senior Financial Officers of the Company and its independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesCompany), all at such times during business hours and as often as may reasonably be requested, provided requested in writing. The Company will reimburse any Holder that prior to disclosure of is an Institutional Investor for any material non public information reasonable out-of-pocket expenses which it may incur pursuant to this Section 7.3, the holders 7.3(b) within thirty days of the Notes shall, if requested by the Company, provide the Company being presented with reasonable assurance that such disclosure will be held in confidence in accordance appropriate documentation with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20respect thereto.

Visitation. The Solely for purposes of assessing and administering a holder’s investment in any Notes (or any conditional capital contributions into which all or any part of any Notes shall have been converted in accordance with Section 9) and the exercise of rights and remedies relating thereto, the Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested by such holder not more than once in writingany period of twelve consecutive months; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be reasonably requested, . Information and other materials provided that prior to disclosure of any material non public information holder pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will 7.3 shall be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence provisions of Section 2023, and the Company’s obligation to provide such information and other materials shall be subject to the provisions of Section 7.4.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company, to Global Water Resources, Inc. Note Purchase Agreement visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (with the understanding that only one discussion with the Company’s independent public accountants each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiarySubsidiary (with the understanding that only one visit each fiscal year for each Purchaser or holder shall be permitted pursuant to this Section 7.3(a)), all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, 19 finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior no holder of Notes shall be entitled to disclosure of any material non public examine or make copies or abstracts of, or otherwise obtain information pursuant to this Section 7.3with respect to, the holders of the Notes shall, Company’s records relating to pending or threatened litigation if requested by the Company, provide (i) the Company determines after consultation with reasonable assurance that counsel qualified to advise on such disclosure will be held in confidence in accordance with matters that, notwithstanding the confidentiality requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20, it would be prohibited from disclosing such information by applicable law or regulations without making public disclosure thereof, or (ii) notwithstanding the confidentiality requirements of Section 20, the Company is prohibited from disclosing such information by the terms of an obligation of confidentiality contained in any agreement with any non-Affiliate binding upon the Company and not entered into in contemplation of this proviso, provided further that, with respect to this clause (ii), (x) the Company shall use commercially reasonable efforts to obtain consent from the party in whose favor the obligation of confidentiality was made to permit the disclosure of the relevant information and (y) the Company has received a written opinion of counsel confirming that disclosure of such information without consent from such other contractual party would constitute a breach of such agreement. Promptly after determining that the Company is not permitted to disclose any information as a result of the limitations described in the first proviso to this clause (b), the Company will provide each of the holders with an Officer’s Certificate describing generally the requested information that the Company is prohibited from disclosing pursuant to such proviso and the circumstances under which the Company is not permitted to disclose such information. Promptly after a request therefor from any holder of Notes that is an Institutional Investor, the Company will provide such holder with a written opinion of counsel (which may be addressed to the Company) relied upon as to such information that the Company is prohibited from disclosing to such holder under circumstances described in the first proviso to this clause (b).

Visitation. The Company shall permit the representatives of each Purchaser (prior to the Closing) and each holder of Notes a Note (after the Closing) that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and (with the consent of the Company, which consent will not be unreasonably withheld) independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)accountants, all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders . Each holder of the Notes shall, if requested by agrees to keep confidential any Confidential Information received as a result of the Company, provide rights granted in this Section 7 in the Company with reasonable assurance that such disclosure will be held manner provided in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.. Northern Utilities, Inc. Note Purchase Agreement

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers's officers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all in each case no more than once per calendar year and at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, ; provided that prior no holder of Notes shall be entitled to examine or make copies or abstracts of, or otherwise obtain information with respect to, the Company's records relating to pending or threatened litigation if any such disclosure by the Company would reasonably be expected (i) to give rise to a waiver of any material non public information pursuant to this Section 7.3, the holders attorney/client privilege of the Notes shall, if requested by the Company, provide Company or any of its Subsidiaries relating to such information or (ii) to be otherwise materially disadvantageous to the Company with reasonable assurance or any of its Subsidiaries in the defense of such litigation; and provided, further, that such disclosure will be held in confidence in accordance the case of Cleco Power LLC Note Purchase Agreement any discussion with the requirements of Regulation FD promulgated by accountants, only if the SEC, subject Company has been given the opportunity to participate in the last sentence of Section 20discussion.

Visitation. The Company shall permit the representatives of each Purchaser or holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld, and subject to the confidentiality provisions set forth in Section 20) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visits shall not occur more frequently than once per calendar year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, subject to the confidentiality provisions consistent with Section 20 of this Agreement), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Event of Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officerssenior officers, and (and, with the consent of the Company, Company (which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Event of Default — if a Default or an Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers senior officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, it being understood that this provision shall not preclude an officer or representative of the Company from being present at any such discussion with such accountants), all at such times and as often as may be requested, . Materials and other information provided that prior to disclosure any such holder of any material non public information Notes pursuant to the provisions of this Section 7.37.3 shall be subject to the confidentiality provisions of Section 20. Notwithstanding anything in this Section 7.3 to the contrary (i) all visits, inspections, discussions and information requests shall relate to the holders of the Notes shall, if requested compliance by the Company, provide the Company with reasonable assurance the terms of this Agreement or generally to the administration of the investment represented by a Note and (ii) neither the Company nor any Subsidiary shall be required to disclose any information that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, is subject to the last sentence of Section 20its attorney-client privilege.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes that a Note that, in each case, is an Institutional InvestorInvestor and not a Competitor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least 10 Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s officers, and (with the consent of the Company, which consent will not be unreasonably withheld and so long as a Senior Financial OfficersOfficer or his or her delegee is given reasonable notice and the opportunity to be present during such discussions) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided, that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for all holders of the Notes, collectively; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least 10 Business Days’ prior notice to the Company, which notice shall specify that this Section 7.3(b) applies to such visit, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the North Haven Private Income Fund LLC Note Purchase Agreement Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company and the Trust shall permit the representatives of Prudential and each holder of Notes a Note that is an Institutional Investor: (a) a. No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and its their respective Subsidiaries with the Company’s Senior Financial Officersand the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company and the Trust, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and the Trust and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) a. Default — if a Default or Event of Default then exists, at the expense of the Company, Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiaryof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and its the Trust and their respective Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) and with an opportunity for one or more Responsible Officers to be present, it being understood that the failure of such Responsible Officers to be present shall not preclude the representatives of such holder from proceeding with such meeting) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Restricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Restricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries) so long as one or more Responsible Officers has an opportunity to be present, it being understood that the failure of such Responsible Officers to be present shall not preclude the representatives of such holder from proceeding with such meeting), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder Holder of Notes Bonds that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder Holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officers, and (with the prior written consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the prior written consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiaryCompany, all at such reasonable times and as often during business hours as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at to visit the expense principal executive office of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective of its books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective its affairs, finances and accounts with their respective the Senior Financial Officers of the Company and its independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesCompany), all at such times during business hours and as often as may reasonably be requested, provided requested in writing. The Company will reimburse any Holder that prior to disclosure of is an Institutional Investor for any material non public information reasonable out‑of‑pocket expenses which it may incur pursuant to this Section 7.3, the holders 7.3(b) within thirty days of the Notes shall, if requested by the Company, provide the Company being presented with reasonable assurance that such disclosure will be held in confidence in accordance appropriate documentation with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20respect thereto.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all holders of Notes and such discussion shall be held on or around the end of the SAS 100 review period and that representatives of the Company shall be permitted to be present at any such meeting), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided that only one such visit or one such discussion shall be made per fiscal year by each holder of Notes; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesSubsidiaries (provided that the Company shall receive notice of such meeting and representatives of the Company shall be entitled (but not required) to be present at any such meeting)), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the Trustee, the Collateral Agent, and/or representatives and independent contractors of each holder Holder that, together with its Affiliates, owns at least 25% of Notes that is an Institutional Investorthe outstanding principal amount of the Notes: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder Holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to examine and audit the Notes Collateral, to discuss the affairs, finances and accounts of the Company and its Subsidiaries Note Parties with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Note Parties), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiaryNote Parties, all at such reasonable times and as often as may be reasonably requested in writing, but not in any case more than once in any fiscal year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any SubsidiaryNote Parties, to examine and audit the Notes Collateral, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesNote Parties), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and each holder of Notes a Note that is an Institutional InvestorInvestor or their representatives, including, without limitation, their investment advisors: (a) No Default — if no Default or Event of Default then exists, at the expense of MetLife or such holder holder, as the case may be, and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the MSC Industrial Direct Co., Inc. Note Purchase and Private Shelf Agreement Company and its Restricted Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Restricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Restricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of Notes that is an Institutional Investor: (a) No Default — if at any time other than the period specified in clause (b) below and so long as no Default or Event of Default then exists, at the expense of such Purchaser or such holder (except for the work of the Financial Advisor) and upon reasonable prior notice to the Companyany Obligor, to visit the principal executive office of the Companyany Obligor, to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries with the Companyeach Obligor’s Senior Financial Officersofficers, and (with the consent of the Companysuch Obligor, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of such Obligor, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company Parent Guarantor and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — at any time during the period from the Fifth Amendment Effective Date through the date, if any, on which the Tech Business Sale is consummated or at any time thereafter if a Default or Event of Default then exists, at the expense of the Company, Obligors to visit and inspect any of the offices or properties of the Company any Obligor or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and (with the consent of an Obligor, which consent shall not be unreasonably withheld or delayed) independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)accountants, all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company Each Obligor shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — -- if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Companysuch Obligor, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with such Obligor's officers, and (with the consent of the Company’s Senior Financial Officers, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company such Obligor and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — -- if a Default or Event of Default then exists, at the expense of the Obligors (which shall not exceed the reasonable expenses incurred by such holder), upon reasonable prior notice to the Company, to visit and inspect any of the offices or properties of the Company any Obligor or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company each Obligor authorizes said accountants to discuss the affairs, finances and accounts of the Company such Obligor and its Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company Obligors shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, once each calendar year at the expense of such Purchaser or such holder and upon reasonable prior notice to the theParent Company and at a time mutually agreed with theParent Company, to visit the principal executive office of the CompanyObligors, to discuss the affairs, finances and accounts of the Company Obligors and its their Subsidiaries with the Company’s Senior Financial OfficersObligors’ officers, and (with the consent of the theParent Company, which consent will not be unreasonably withheld, but subject to the rights of tenants) to visit during normal business hours the other offices and properties of the Company Obligors and each Subsidiary, all at such reasonable times and as often in each case, once each calendar year as may be reasonably requested in writingwriting and at a time mutually agreed with theParent Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the CompanyObligors and subject to the rights of tenants, to visit and inspect any of the offices or properties of the Company Obligors or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefromtherefrom (other than materials (i) that constitute trade secrets or similar commercially sensitive information, (ii) in respect of which disclosure to such Purchaser or such holder (or its representatives or contractors) is prohibited by law, would violate the fiduciary duties owed by the disclosing party or would violate any binding agreement or (iii) that is subject to attorney client or similar privilege or constitutes attorney work product), and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries)officers, all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company and the Trust shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the CompanyCompany and the Trust, to visit the principal executive office of the CompanyCompany and the Trust, to discuss the affairs, finances and accounts of the Company Company, the Trust and its their respective Subsidiaries with the Company’s Senior Financial Officersand the Trust’s officers, and (with the consent of the CompanyCompany and the Trust, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company and the Trust, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and the Trust and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, Company and the Trust to visit and inspect any of the offices or properties of the Company and the Trust or any Subsidiaryof their Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company and the Trust authorizes said accountants to discuss the affairs, finances and accounts of the Company and its the Trust and their respective Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of MetLife (only during the Issuance Period) and, following the acceptance of any request for purchase of Notes or any issuance of Notes (but prior to the issuance of such Notes), each Purchaser, and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the CompanyCompany during normal business hours, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of Prudential (only during the Issuance Period) and each holder of Notes a Note that is an Institutional InvestorInvestor or their representatives, including, without limitation, their investment advisors: (a) No Default — if no Default or Event of Default then exists, at the expense of Prudential or such holder holder, as the case may be, and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Restricted Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Restricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default Default— if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Restricted Subsidiary, all at such reasonable times during normal business hours and as often as may be reasonably requested in writing; and (b) Default Default— if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Restricted Subsidiary, to examine (other than information governed by a written confidentiality agreement which prohibits such access) all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times during normal business hours and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (it being understood that representatives of the Company may be present at any such discussion with its independent public accountants, if requested by such accountants), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, and subject to Section 20, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, it being understood that representatives of the Company may be present at any such discussion with its independent public accountants, if required by such accountants), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) : No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld, and in the presence of the such Constituent Company) its independent public accountants, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) and Default — if a Default or Event of Default then exists, at the expense of the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiaryof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and ​ independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiarySubsidiary to the extent any such right to visit is within the control of such Person, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any SubsidiarySubsidiary to the extent any such right to visit is within the control of such Person, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants so long as an officer of the Company is permitted to participate, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and during normal business hours as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company and upon reasonable prior notice to the Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and its independent public accountants so long as an officer of the Company is permitted to participate (and by this provision and subject to the preceding language in this clause (b) the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company Company, the Trust and its Restricted Subsidiaries with the Company’s Senior Financial Officersor the Trust’s officers/management, and (with the consent of the Company, which consent will not be unreasonably withheld) the Trust’s independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company Company, the Trust and each Subsidiaryits Restricted Subsidiaries, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any SubsidiaryCompany, the Trust and its Restricted Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company Company, on its own behalf and on behalf of the Trust and its Restricted Subsidiaries, authorizes said accountants to discuss the affairs, finances and accounts of the Company Company, the Trust and its Restricted Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (provided that the Company is given the opportunity to be present for such discussions), and (with the consent of the Trust or the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times during normal business hours and as often as may be reasonably requested in writing, provided that, so long as no Event of Default exists, the Company shall only be required to pay the reasonable and documented expenses for one such visit during any calendar year); and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes authorize said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesSubsidiaries provided that the Company is given the opportunity to be present for such discussions), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company and each other Note Party shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice in writing to the CompanyCompany (but not with less than forty‑eight (48) hours advance notice), to visit the principal executive office of the CompanyCompany not more than twice in any fiscal year, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times during normal business hours; and as often as may be reasonably requested in writing; andAtlantica Yield plc Note Purchase Agreement (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times during normal business hours and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, provided, that the visitation rights set forth in this Section 7.3(a) may only be exercised twice per calendar year by a holder of the Notes; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and upon reasonable prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested. WhiteHorse Finance, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.Inc. Note Purchase Agreement

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each SubsidiaryCompany, all at such reasonable times (during normal business hours) and as often as may be reasonably requested in writing; provided that each such Purchaser and holder making such visits shall use their best efforts to minimize disruption of the normal business operations of the Company; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and upon reasonable prior notice to the Company, which shall in no event be more than five Business Days, to visit and inspect any of the offices or properties of the Company or any SubsidiaryCompany, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesCompany), all at such times during normal business hours and as often as may be requested, ; provided that prior each such Purchaser and holder making such visits shall use their best efforts to disclosure of any material non public information pursuant to this Section 7.3, the holders minimize disruption of the Notes shall, if requested by normal business operations of the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company Each Obligor shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Companysuch Obligor, to visit the principal executive office of the Companysuch Obligor, to discuss the affairs, finances and accounts of such Obligor and the Subsidiaries of the Company and its Subsidiaries with the Companysuch Obligor’s Senior Financial Officersofficers, and (with the consent of such Obligor, which consent will not be unreasonably withheld) its independent public accountants, and (with the Companyconsent of such Obligor, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties Properties of the Company such Obligor and each SubsidiarySubsidiary of such Obligor, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Companysuch Obligor, to visit and inspect any of the offices or properties Properties of such Obligor or any Subsidiary of the Company or any SubsidiaryCompany, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company such Obligor authorizes said accountants to discuss the affairs, finances and accounts of such Obligor and the Company and its SubsidiariesSubsidiaries of the Company), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives a representative of each holder of Notes that is an Institutional Investor: (a) No Default — - if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company, the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiaryits independent public accountants, all at such reasonable times and as often as may be reasonably requested in writing, provided that each holder shall not be entitled to more than one visitation during any fiscal year; and (b) Default — - if a Default or Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective the books of account, records, reports and other papers, to make copies papers of the Company and extracts therefrom, its Subsidiaries and to discuss their respective the affairs, finances finances, prospects and accounts of the Company and its Subsidiaries with their respective Senior Financial Officers the Company’s officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company, the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Companysuch Constituent Company and no more than once in any calendar year, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of the such Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and officers and, in the presence of the Constituent Companies if the Constituent Companies shall so request, their independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld and subject to any safety procedures/training requested by the Company) to visit during normal business hours the other offices and properties of the Company and each SubsidiaryVessel, all at such reasonable times and as often as may be reasonably requested in writing, provided that such Purchasers and holders shall use their commercially reasonable efforts to coordinate any such discussions or inspection, provided further that there shall be no more than two visits to the Vessel in any fiscal year; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company and subject to any safety procedures/training requested by the Company, to visit and inspect any of the offices or properties of the Company or any SubsidiaryVessel, to examine all their respective the Company’s books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective its affairs, finances and accounts with their respective Senior Financial Officers its officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its SubsidiariesCompany), all at such times and as often as may be requested, provided that prior such Purchasers and holders shall use their commercially reasonable efforts to disclosure of coordinate any material non public information pursuant such activities so as to this Section 7.3, the holders of minimize the Notes shall, if requested by the Company, provide cost to the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20thereof.

Visitation. The Subject to any applicable confidentiality restrictions, the Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable at least ten (10) Business Days’ prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; provided that such visitation rights set forth in this clause (a) may only be exercised once per calendar year for each holder of a Note (aggregating its Affiliates as one holder for this purpose); and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company and upon at least ten (10) Business Days’ prior notice to the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional InvestorInvestor : (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants (it being understood and agreed that only one such request for a discussion with the Company’s independent public accountants shall be made per fiscal year by all holders of Notes and that representatives of the Company shall be permitted to be present in any such meeting), and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, provided that only one such visit or one such discussion shall be made per fiscal year by each holder of Notes; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such reasonable times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if reasonably requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20writing.

Visitation. The Each Constituent Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or holder and upon reasonable prior notice to the such Constituent Company, to visit the principal executive office of the such Constituent Company, to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries with the such Constituent Company’s Senior Financial Officersofficers, and (with the consent of such Constituent Company, which consent will not be unreasonably withheld, and in the presence of the such Constituent Company) its independent public accountants, and (with the consent of such ​ ​ ​ Constituent Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the such Constituent Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Constituent Companies to visit and inspect any of the offices or properties of the such Constituent Company or any Subsidiaryof its Subsidiaries, to examine all their respective books of account, records, reports and other papers, to make copies and extracts abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the each Constituent Company authorizes said accountants to discuss the affairs, finances and accounts of the such Constituent Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.

Visitation. The Company shall permit the representatives of each Purchaser and each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such Purchaser or such holder and upon reasonable prior notice to the CompanyCompany and during normal business hours and not more often than once during any calendar year, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries Subsidiaries, if any, with the Company’s Senior Financial Officersofficers, and (and, with the consent of the Company, Company (which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing, provided that such visit will not unduly interfere with the operation or management of the Company’s business; and (b) Default — if a Default or Event of Default then exists, at the reasonable expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any SubsidiarySubsidiary upon reasonable prior notice to the Company and during normal business hours, to examine all their respective relevant books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants in each case, while accompanied by personnel of the Company (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries, if any), all at such reasonable times and as often as may be reasonably requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, such inspection shall not unduly interfere with the holders operations or management of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20’s business.

Visitation. The Company shall permit the representatives of each holder of Notes a Note that is an Institutional Investor: (a) No Default — if no Default or Event of Default then exists, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — if a Default or Event of Default then exists, at the expense of the Company, Company to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this -17- provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all during normal business hours or at such other times reasonably agreed to by the Company and as often as may be requested, provided that prior to disclosure of any material non public information . Any visitation or inspection pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will 7.3 shall be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence Company’s written security policies and, in the case of Section 20customer information, written privacy policies, in each case as then in effect.

Visitation. The Commencing on the date of the Initial Closing and for so long as any Notes are outstanding, the Company shall permit the representatives of each holder of Notes that is an Institutional Investor: (a) No Default — if no Default or Event of Default then existsexists and is continuing, at the expense of such holder and upon reasonable prior notice to the Company, to visit the principal executive office of the Company, to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries with the Company’s Senior Financial Officersofficers, and (with the consent of the Company, which consent will not be unreasonably withheld) its independent public accountants, and (with the consent of the Company, which consent will not be unreasonably withheld) to visit during normal business hours the other offices and properties of the Company and each Restricted Subsidiary, all at but in any event not more than once per year for each such reasonable times and as often as may be reasonably requested in writingholder; and (b) Default — if a Default or an Event of Default then existsexists and is continuing, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Restricted Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Restricted Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that each such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20holder.

Visitation. The Each of the Company and the Parent shall, and shall cause each of their respective Subsidiaries to, permit the representatives of each Purchaser (until the Closing) and thereafter each holder of Notes a Note that is an Institutional Investor: Investor to visit and inspect any of its properties, to examine its corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss its affairs, finances and accounts with its directors, officers, and independent public accountants, all at the expense of the Company and at such reasonable times during normal business hours, upon reasonable advance notice to the Company; provided, however, that (a) No Default — if so long as no Default or Event of Default then exists, (i) such visits shall be limited to once in any calendar year and shall be at the expense of such Purchaser or holder and upon reasonable prior notice (ii) no Purchaser or holder shall have the right to make any such visit within the Company, to visit six (6) month period following the date on which all of the Purchasers (until the Closing) or holders of Notes at such time shall have visited the principal executive office of the Company, Parent following an invitation to discuss all Purchasers (until the affairs, finances and accounts of Closing) or all holders by the Company and Parent to visit its Subsidiaries with the Company’s Senior Financial Officersprincipal executive office, and (with b) the consent holders of the Company, which consent will Notes shall not be unreasonably withheld) required to give reasonable advance notice of any such visit during normal business hours the other offices and properties of the Company and each Subsidiary, all at such reasonable times and as often as may be reasonably requested in writing; and (b) Default — or inspection if a Default or an Event of Default then exists, at the expense of the Company, to visit and inspect any of the offices or properties of the Company or any Subsidiary, to examine all their respective books of account, records, reports and other papers, to make copies and extracts therefrom, and to discuss their respective affairs, finances and accounts with their respective Senior Financial Officers and independent public accountants (and by this provision the Company authorizes said accountants to discuss the affairs, finances and accounts of the Company and its Subsidiaries), all at such times and as often as may be requested, provided that prior to disclosure of any material non public information pursuant to this Section 7.3, the holders of the Notes shall, if requested by the Company, provide the Company with reasonable assurance that such disclosure will be held in confidence in accordance with the requirements of Regulation FD promulgated by the SEC, subject to the last sentence of Section 20.